Common use of With Respect to Collateral Clause in Contracts

With Respect to Collateral. Secured Party is hereby fully authorized and empowered (without the necessity of any further consent or authorization from Debtor) and the right is expressly granted to Secured Party, and Debtor hereby constitutes, appoints and makes Secured Party as Debtor’s true and lawful attorney-in-fact and agent for Debtor and in Debtor’s name, place and stead with full power of substitution, in Secured Party’s name or Debtor’s name or otherwise, for Secured Party’s sole use and benefit, but at Debtor’s cost and expense, to exercise, without notice, all or any of the following powers at any time following the occurrence and during the continuation of an Event of Default hereunder with respect to all or any of the Collateral: (a) notify account debtors or the obligors on the Accounts, the General Intangibles and the Related Rights to make and deliver payment to Secured Party; (b) to demand, xxx for, collect, receive and give acquittance for any and all monies due or to become due by virtue thereof and otherwise deal with proceeds; (c) to receive, take, endorse, assign and deliver any and all checks, notes, drafts, documents and other negotiable and non-negotiable instruments and chattel paper taken or received by Secured Party in connection therewith; (d) to settle, compromise, compound, prosecute or defend any action or proceeding with respect thereto; (e) to sell, transfer, assign or otherwise deal in or with the same or the proceeds or avails thereof or the relative goods, as fully and effectively as if Secured Party were the absolute owner thereof; and (f) to extend the time of payment of any or all thereof and to grant waivers and make any allowance or other adjustment with reference thereto; provided, however, Secured Party shall be under no obligation or duty to exercise any of the powers hereby conferred upon it and shall be without liability for any act or failure to act in connection with the collection of, or the preservation of any rights under, any Collateral.

With Respect to Collateral. If an Event of Default has occurred and is continuing, Secured Party is hereby fully authorized and empowered (without the necessity of any further consent or authorization from Debtor) and the right is expressly granted to Secured Party, and Debtor hereby constitutes, appoints and makes Secured Party Party, as Debtor’s its true and lawful attorney-in-fact and agent for Debtor it and in Debtor’s its name, place and stead stead, with full power of substitution, in Secured Party’s name or Debtor’s name or otherwise, for Secured Party’s the sole use and benefitbenefit of Secured Party and the other Secured Creditors, but at Debtor’s cost and expense, to exercise, without notice, all or any of the following powers at any time following the occurrence and during the continuation of an Event of Default hereunder with respect to all or any of the Collateral: (a) to notify account debtors or the obligors on the Accounts, the General Intangibles and the Related Rights to make and deliver payment to Secured Party; (b) to demand, xxx for, collect, receive and give acquittance for any and all monies due or to become due by virtue thereof and otherwise deal with proceeds; (c) to receive, take, endorse, assign and deliver any and all checks, notes, drafts, documents Documents and other negotiable and non-negotiable instruments Instruments and chattel paper Chattel Paper taken or received by Secured Party in connection therewith; (d) to settle, compromise, compound, prosecute or defend any action or proceeding with respect thereto; (e) to sell, transfer, assign or otherwise deal in or with the same or the proceeds Proceeds or avails thereof or the relative goods, as fully and effectively as if Secured Party were the absolute owner thereof; and (f) to extend the time of payment of any or all thereof and to grant waivers and make any allowance or other adjustment with reference thereto; provided, however, Secured Party shall be under no obligation or duty to exercise any of the powers hereby conferred upon it and shall be without liability for any act or failure to act in connection with the collection of, or the preservation of any rights under, any Collateral.

With Respect to Collateral. Secured Party is Company hereby fully authorized and empowered (without irrevocably appoints each of the necessity of any further consent or authorization from Debtor) and the right is expressly granted to Secured Party, and Debtor hereby constitutes, appoints and makes Secured Party as Debtor’s Company's true and lawful attorney-in-fact and as agent for Debtor and Company, in Debtor’s Company's name, place and stead stead, which appointment is coupled with an interest in the Collateral, with full power of substitution, in Secured Party’s ' name or Debtor’s Company's name or otherwise, for Secured Party’s ' sole use and benefit, but at Debtor’s Company's cost and expense, to exercise, exercise without notice, all or any of the following powers at any time following the occurrence and during the continuation of an Event of Default hereunder with respect to all or (regardless of whether any of the Collateral:Secured Obligations is due or not): (a) notify account debtors or the obligors on the Accounts, the General Intangibles and the Related Rights to make and deliver payment to Secured Party; (b) to demand, xxx for, collect, receive and give acquittance for any and all monies due or to become due by virtue thereof of all or any of the Collateral and otherwise deal with proceeds; (cb) to receive, take, endorse, assign and deliver any and all checks, notes, drafts, documents and other negotiable and non-negotiable instruments and chattel paper taken which are Collateral or are received by Secured Party Company in connection therewith; (dc) to settle, compromise, compound, prosecute or defend any action or proceeding with respect theretoof all or any of the Collateral; (ed) to sell, transfer, assign or otherwise deal in or with the same or the proceeds or avails thereof of all or any of the relative goodsCollateral, as fully and effectively effectually as if Secured Party were the absolute owner thereof; and; (fe) to extend the time of payment of all or any or all thereof of the Collateral and to grant waivers and make any allowance or other adjustment with reference thereto; and provided, however, Secured Party shall be under no obligation or duty to exercise any of the powers hereby conferred upon it and shall be without liability for any act or failure to act in connection with the collection of, or the preservation of any rights under, any Collateral.

With Respect to Collateral. Secured Party is hereby fully authorized and empowered (without the necessity of any further consent or authorization from Debtor) and the right is expressly granted to Secured Party, and Debtor hereby constitutes, appoints and makes Secured Party Party, as Debtor’s true and lawful attorney-in-fact and agent for Debtor and in Debtor’s name, place and stead with full power of substitution, in Secured Party’s name or Debtor’s name or otherwise, for Secured Party’s sole use and benefit, but at Debtor’s cost and expense, to exercise, without notice, all or any of the following powers at any time following the occurrence and during the continuation of an Event of Default hereunder with respect to all or any of the Collateral:Collateral (regardless of whether any Default has occurred or not): (a) notify account debtors or the obligors on the Accountsaccounts, general intangibles and payment intangibles that are a part of the General Intangibles and the Related Rights Collateral to make and deliver payment to Secured Party; (b) to demand, xxx for, collect, receive and give acquittance for any and all monies due or to become due by virtue thereof and otherwise deal with proceeds; (c) to receive, take, endorse, assign and deliver any and all checks, notes, drafts, documents and other negotiable and non-negotiable instruments and chattel paper taken or received by Secured Party in connection therewith; (d) to settle, compromise, compound, prosecute or defend any action or proceeding with respect thereto; (e) to sell, transfer, assign or otherwise deal in or with the same or the proceeds or avails thereof or the relative goodsthereof, as fully and effectively as if Secured Party were the absolute owner thereof; and (f) to extend the time of payment of any or all thereof and to grant waivers and make any allowance or other adjustment with reference thereto; provided, however, Secured Party shall be under no obligation or duty to exercise any of the powers hereby conferred upon it and shall be without liability for any act or failure to act in connection with the collection of, or the preservation of any rights under, any Collateral.

With Respect to Collateral. Secured Party is hereby fully authorized and empowered (without the necessity of any further consent or authorization from DebtorDebtors) and the right is expressly granted to Secured Party, and Debtor Debtors hereby constitutesconstitute, appoints appoint and makes make Secured Party as Debtor’s Debtors’ true and lawful attorney-in-fact and agent for Debtor Debtors and in Debtor’s Debtors’ name, place and stead with full power of substitution, in Secured Party’s name or Debtor’s Debtors’ name or otherwise, for Secured Party’s sole use and benefit, but at Debtor’s Debtors’ cost and expense, but only to exercise, without notice, all or any of the following powers at any time following the occurrence and during the continuation of an Event of Default hereunder with respect to all or any of the Collateral: (a) notify account debtors or the obligors on the Accounts, the General Intangibles and the Related Rights to make and deliver payment to Secured Party; (b) to demand, xxx for, collect, receive and give acquittance for any and all monies due or to become due by virtue thereof and otherwise deal with proceeds; (c) to receive, take, endorse, assign and deliver any and all checks, notes, drafts, documents and other negotiable and non-negotiable instruments and chattel paper taken or received by Secured Party in connection therewith; (d) to settle, compromise, compound, prosecute or defend any action or proceeding with respect thereto; (e) to sell, transfer, assign or otherwise deal in or with the same or the proceeds or avails thereof or the relative goods, as fully and effectively as if Secured Party were the absolute owner thereof; and (f) to extend the time of payment of any or all thereof and to grant waivers and make any allowance or other adjustment with reference thereto; provided, however, Secured Party shall be under no obligation or duty to exercise any of the powers hereby conferred upon it and shall be without liability for any act or failure to act in connection with the collection of, or the preservation of any rights under, any Collateral.

With Respect to Collateral. Notwithstanding any provision contained in this Article V, all obligations and requirements of Debtor and all rights of Debtor set forth herein, are subject to, subordinate and inferior to, but only to, the liens created in favor of the Senior Lenders. Subject to Article VI hereof, during the continuance of any Event of Default as hereinafter defined, Secured Party is hereby fully authorized and empowered (without the necessity of any further consent or authorization from Debtor) and the right is expressly granted to Secured Party, and Debtor hereby constitutes, appoints and makes Secured Party as Debtor’s 's true and lawful attorney-in-in- fact and agent for Debtor and in Debtor’s 's name, place and stead with full power of substitution, in Secured Party’s 's name or Debtor’s 's name or otherwise, for Secured Party’s 's sole use and benefit, but at Debtor’s 's cost and expenseexpenses, to exercise, without notice, all or any of the following powers at any time following the occurrence and during the continuation of an Event of Default hereunder with respect to all or any of the Collateral: (a) notify account debtors or the obligors on the Accounts, the General Intangibles and the Related Rights to make and deliver payment to Secured Party; (b) to demand, xxx forsue xxx, collect, receive and give acquittance for any and all monies due or to become due by virtue thereof and otherwise deal with proceeds; (cb) to receive, take, endorse, assign and deliver any and all checks, notes, drafts, documents and other negotiable and non-negotiable instruments and chattel paper taken or received by Secured Party in connection therewith; (dc) to settle, compromise, compound, prosecute or defend any action or proceeding with respect thereto; (ed) to sell, transfer, assign or otherwise deal in or with the same Collateral or the proceeds or avails thereof or the relative goods, as fully and effectively as if Secured Party were the absolute owner thereof; and (fe) to extend the time of payment of any or all thereof and to grant waivers and make any allowance or other adjustment with reference thereto; provided, however, Secured Party shall be under no obligation or duty to exercise any of the powers hereby conferred upon it and shall be without liability for any act or failure to act in connection with the collection of, or the preservation of any rights under, any Collateral.in

With Respect to Collateral. After the happening of an Event of Default, Secured Party is hereby fully authorized and empowered (without the necessity of any further consent or authorization from DebtorPledgor) and the right is expressly granted to Secured Party, and Debtor Pledgor hereby constitutesconsti­tutes, appoints and makes Secured Party Party, and/or Secured Party's duly authorized and acting officers, agents, attorneys, and representatives, as Debtor’s Pledgor's true and lawful attorney-in-fact and agent for Debtor Pledgor and in Debtor’s Pledgor's name, place and stead with full power of substitution, or in Secured Party’s name or Debtor’s 's name or otherwise, for Secured Party’s 's sole use and benefit, but at Debtor’s cost and expense, to exerciseexer­cise, without notice, all or any of the following powers at any time following the occurrence and during the continuation of an Event of Default hereunder with respect to all or any of the Collateral: (a) notify account the issuers, debtors or the obligors on the Accounts, the General Intangibles and the Related Rights Collateral to make and deliver payment to Secured Party; (b) to demand, xxx for, collect, receive and give acquittance for any and all monies due or to become due by virtue thereof and otherwise deal with proceedsProceeds; (c) to receive, take, endorse, assign and deliver any and all checks, notes, drafts, documents and other negotiable negoti­able and non-negotiable instruments instruments, documents and chattel paper taken or received by Secured Party in connection therewith; (d) to settle, compromise, compound, prosecute or defend any action or proceeding with respect thereto; (e) to sell, transfer, assign or otherwise deal in or with the same or the proceeds Proceeds or avails thereof or the relative goods, as fully and effectively as if Secured Party were the absolute owner thereof; and; (f) to extend the time of payment of any or all thereof and to grant waivers and make any allowance or other adjustment with reference thereto; (g) to surrender for payment and obtain payment of any portion of the Collateral, whether such have matured or whether the exercise of Secured Party's rights results in loss of interest or principal or other penalty on such Collateral, and, in connection there­with, cause payment to be made directly to Secured Party; and (h) to do any other acts, in the name of Pledgor or otherwise, that Secured Party may deem necessary or desirable exercising, perfecting or securing its rights and benefits under this Agreement; provided, however, Secured Party shall not be under no any obligation or duty to exercise any of the powers hereby conferred upon it and shall be without liability for any act or failure to act in connection con­nection with the collection of, or the preservation of any rights under, any Collateral.

With Respect to Collateral. Secured Party Holder is hereby fully authorized and empowered (without the necessity of any further consent or authorization from DebtorGrantor) and the right is expressly granted to Secured PartyHolder, and Debtor Grantor hereby constitutes, appoints and makes Secured Party Holder as DebtorGrantor’s true and lawful attorney-in-fact and agent for Debtor Grantor and in DebtorGrantor’s name, place and stead with full power of substitution, in Secured PartyHolder’s name or DebtorGrantor’s name or otherwise, for Secured PartyHolder’s sole use and benefit, but at DebtorGrantor’s cost and expense, to exercise, without notice, all or any of the following powers at any time following the occurrence and during the continuation of an Event of Default hereunder hereunder, in addition to the rights set forth in Section 4.8(e)(ii) above and any other rights and remedies of Holder, with respect to all or any of the Collateral: (a) notify account debtors or the obligors on the Accounts, the General Intangibles and the Related Rights Collateral to make and deliver payment to Secured PartyHolder; (b) to demand, xxx for, collect, receive and give acquittance for any and all monies due or to become due by virtue thereof with respect to the Collateral and otherwise deal with proceedsProceeds; (c) to receive, take, endorse, assign and deliver any and all checks, notes, drafts, documents and other negotiable and non-negotiable instruments and chattel paper taken or received by Secured Party Holder in connection therewith, in Grantor’s name or its own name or otherwise; (d) to file any claim or to take other action or proceeding in any court of law or equity or otherwise, or settle, compromise, compound, prosecute or defend any action or proceeding with respect thereto; (e) to sell, transfer, assign or otherwise deal in or with the same or the proceeds or avails thereof or the relative goods, as fully and effectively as if Secured Party Holder were the absolute owner thereof; and; (f) to extend the time of payment of any or all thereof and to grant waivers and make any allowance or other adjustment with reference thereto; and (g) to act as the sole stockholder of the Pledged Subsidiary and to take all of the foregoing actions with respect to the Pledged Subsidiary with respect to any and all assets, claims, rights and other properties of the Pledged Subsidiary; provided, however, Secured Party that Holder shall be accountable only for amounts it actually receives as a result of the exercise of such powers and Holder shall be under no obligation or duty to exercise any of the powers hereby conferred upon it and shall be without liability for any act or failure to act in connection with the collection of, or the preservation of any rights under, any Collateral.

With Respect to Collateral. If an Event of Default under the Loan Agreement has occurred, Secured Party is hereby fully authorized and empowered (without the necessity of any further consent or authorization from any Debtor) and the right is expressly granted to Secured Party, and each Debtor hereby constitutes, appoints and makes Secured Party as Debtor’s true and lawful their attorney-in-fact and agent to act for Debtor it and in Debtor’s its name, place and stead stead, with full power of substitution, in Secured Party’s name or such Debtor’s name or otherwise, for Secured Party’s the sole use and benefitbenefit of Secured Party, but at Debtor’s the Debtors’ cost and expense, to exercise, without notice, all or any of the following powers at any time following the occurrence and during the continuation of an Event of Default hereunder with respect to all or any of the Collateral: (a) to notify account debtors or the obligors on the Accounts, the General Intangibles and the Related Rights to make and deliver payment to Secured Party; (b) to demand, xxx for, collect, receive and give acquittance for any and all monies due or to become due by virtue thereof and otherwise deal with proceeds; (c) to receive, take, endorse, assign and deliver any and all checks, notes, drafts, documents Documents and other negotiable and non-negotiable instruments Instruments and chattel paper Chattel Paper taken or received by Secured Party in connection therewith; (d) to settle, compromise, compound, prosecute or defend any action or proceeding with respect thereto; (e) to sell, transfer, assign or otherwise deal in or with the same or the proceeds Proceeds or avails thereof or the relative goods, as fully and effectively as if Secured Party were the absolute owner thereof; and (f) to extend the time of payment of any or all thereof and to grant waivers and make any allowance or other adjustment with reference thereto; provided, however, Secured Party shall be under no obligation or duty to exercise any of the powers hereby conferred upon it and shall be without liability for any act or failure to act in connection with the collection of, or the preservation of any rights under, any Collateral.

With Respect to Collateral. Following the occurrence and during the continuation of an Event of Default, Secured Party is hereby fully authorized and empowered (without the necessity of any further consent or authorization from Debtor) and the right is expressly granted to Secured Party, and Debtor hereby constitutes, irrevocably appoints and makes Secured Party as Debtor’s true and lawful attorney-in-fact and agent for Debtor and in Debtor’s name, place and stead stead, which appointment is coupled with an interest in the Collateral, with full power of substitution, in Secured Party’s name or Debtor’s name or otherwise, for Secured Party’s sole use and benefit, but at Debtor’s cost and expense, to exercise, exercise without notice, all or any of the following powers at any time following the occurrence and during the continuation of an Event of Default hereunder with respect to all or any of the Collateral: (a) notify account debtors or the obligors on the Accounts, the General Intangibles and the Related Rights to make and deliver payment to Secured Party; (b) to demand, xxx for, collect, receive and give acquittance for any and all monies due or to become due by virtue thereof and otherwise deal with proceeds; (cb) to receive, take, endorse, assign and deliver any and all checks, notes, drafts, documents and other negotiable and non-negotiable nonnegotiable instruments and chattel paper taken or received by Secured Party in connection therewith; (dc) to settle, compromise, compound, prosecute or defend any action or proceeding with respect thereto; (ed) to sell, transfer, assign or otherwise deal in or with the same or the proceeds or avails thereof or the relative goods, as fully and effectively effectually as if Secured Party were the absolute owner thereof; and; (fe) to extend the time of payment of any or all thereof and to grant waivers and make any allowance or other adjustment with reference thereto; and (f) to enter any post office box and take all items therefrom, to open the same and, after taking all remittances, to return any remaining items to Debtor and to change any post office box to any address or post office box Secured Party chooses; provided, however, that Secured Party shall be under no obligation or duty to exercise any of the powers hereby conferred upon it and shall be without liability for any act or failure to act in connection with the collection of, or the preservation of any rights under, any Collateral.

With Respect to Collateral. Secured Party is hereby fully authorized and empowered (without the necessity of any further consent or authorization from Debtor) and the right is expressly granted to Secured Party, and Debtor hereby constitutes, appoints and makes Secured Party as Debtor’s true and lawful attorney-in-fact and agent for Debtor and in Debtor’s name, place and stead with full power of substitution, in Secured Party’s name or Debtor’s name or otherwise, for Secured Party’s sole use and benefit, but at Debtor’s cost and expense, to exercise, without notice, all or any of the following powers at any time following the occurrence and during the continuation of an Event of Default hereunder with respect to all or any of the Collateral: (a) notify account debtors or the obligors on the Accounts, the General Intangibles and the Related Rights to make and deliver payment to Secured Party; (b) to demand, xxx sxx for, collect, receive and give acquittance for any and all monies due or to become due by virtue thereof and otherwise deal with proceeds; (c) to receive, take, endorse, assign and deliver any and all checks, notes, drafts, documents and other negotiable and non-negotiable instruments and chattel paper taken or received by Secured Party in connection therewith; (d) to settle, compromise, compound, prosecute or defend any action or proceeding with respect thereto; (e) to sell, transfer, assign or otherwise deal in or with the same or the proceeds or avails thereof or the relative goods, as fully and effectively as if Secured Party were the absolute owner thereof; and (f) to extend the time of payment of any or all thereof and to grant waivers and make any allowance or other adjustment with reference thereto; provided, however, Secured Party shall be under no obligation or duty to exercise any of the powers hereby conferred upon it and shall be without liability for any act or failure to act in connection with the collection of, or the preservation of any rights under, any Collateral.

With Respect to Collateral. If an Event of Default has occurred and is continuing, Secured Party is hereby fully authorized and empowered (without the necessity of any further consent or authorization from Debtor) and the right is expressly granted to Secured Party, and Debtor hereby constitutes, appoints and makes Secured Party Party, as Debtor’s its true and lawful attorney-in-in fact and agent for Debtor it and in Debtor’s its name, place and stead stead, with full power of substitution, in Secured Party’s 's name or Debtor’s 's name or otherwise, for Secured Party’s the sole use and benefitbenefit of Secured Party and the other Secured Creditors, but at Debtor’s 's cost and expense, to exercise, without notice, all or any of the following powers at any time following the occurrence and during the continuation of an Event of Default hereunder with respect to all or any of the Collateral: (a) to notify account debtors or the obligors on the Accounts, the General Intangibles and the Related Rights to make and deliver payment to Secured Party; (b) to demand, xxx for, collect, receive and give acquittance for any and all monies due or to become due by virtue thereof and otherwise deal with proceeds; (c) to receive, take, endorse, assign and deliver any and all checks, notes, drafts, documents Documents and other negotiable and non-negotiable instruments Instruments and chattel paper Chattel Paper taken or received by Secured Party in connection therewith; (d) to settle, compromise, compound, prosecute or defend any action or proceeding with respect thereto; (e) to sell, transfer, assign or otherwise deal in or with the same or the proceeds Proceeds or avails thereof or the relative goods, as fully and effectively as if Secured Party were the absolute owner thereof; and (f) to extend the time of payment of any or all thereof and to grant waivers and make any allowance or other adjustment with reference thereto; provided, however, Secured Party shall be under no obligation or duty to exercise any of the powers hereby conferred upon it and shall be without liability for any act or failure to act in connection with the collection of, or the preservation of any rights under, any Collateral.

With Respect to Collateral. Secured Party Buyer is hereby fully authorized and empowered (without the necessity of any further consent or authorization from DebtorGrantor) and the right is expressly granted to Secured PartyBuyer, and Debtor Grantor hereby constitutes, appoints and makes Secured Party Buyer as DebtorGrantor’s true and lawful attorney-in-fact and agent for Debtor Grantor and in DebtorGrantor’s name, place and stead with full power of substitution, in Secured PartyBuyer’s name or DebtorGrantor’s name or otherwise, for Secured PartyBuyer’s sole use and benefit, but at DebtorGrantor’s cost and expense, to exercise, without notice, all or any of the following powers at any time following the occurrence and during the continuation of an Event of Default hereunder hereunder, in addition to the rights set forth in Section 4.8(e)(ii) above and any other rights and remedies of Buyer, with respect to all or any of the Collateral: (a) notify account debtors or the obligors on the Accounts, the General Intangibles and the Related Rights Collateral to make and deliver payment to Secured PartyBuyer; (b) to demand, xxx for, collect, receive and give acquittance for any and all monies due or to become due by virtue thereof with respect to the Collateral and otherwise deal with proceedsProceeds; (c) to receive, take, endorse, assign and deliver any and all checks, notes, drafts, documents and other negotiable and non-negotiable instruments and chattel paper taken or received by Secured Party Buyer in connection therewith, in Grantor’s name or its own name or otherwise; (d) to file any claim or to take other action or proceeding in any court of law or equity or otherwise, or settle, compromise, compound, prosecute or defend any action or proceeding with respect thereto; (e) to sell, transfer, assign or otherwise deal in or with the same or the proceeds or avails thereof or the relative goods, as fully and effectively as if Secured Party Buyer were the absolute owner thereof; and; (f) to extend the time of payment of any or all thereof and to grant waivers and make any allowance or other adjustment with reference thereto; and (g) to act as the sole stockholder of the Pledged Subsidiary and to take all of the foregoing actions with respect to the Pledged Subsidiary with respect to any and all assets, claims, rights and other properties of the Pledged Subsidiary; provided, however, Secured Party that Buyer shall be accountable only for amounts it actually receives as a result of the exercise of such powers and Buyer shall be under no obligation or duty to exercise any of the powers hereby conferred upon it and shall be without liability for any act or failure to act in connection with the collection of, or the preservation of any rights under, any Collateral.

With Respect to Collateral. Secured Party is hereby fully authorized and empowered (without the necessity of any further consent or authorization from Debtor) and the right is expressly granted to Secured Party, and Debtor hereby constitutes, irrevocably appoints and makes Secured Party as Debtor’s 's true and lawful attorney-in-fact and agent for Debtor and in Debtor’s 's name, place and stead stead, which appointment is coupled with an interest in the Collateral, with full power of substitution, in Secured Party’s 's name or Debtor’s 's name or otherwise, for Secured Party’s 's sole use and benefit, but at Debtor’s 's cost and expense, to exercise, exercise without notice, all or any of the following powers at any time following the occurrence and during the continuation of an Event of Default hereunder with respect to all or any of the Collateral:Collateral (regardless of whether any of the Indebtedness is due or not): (a) notify account debtors or the obligors on the Accounts, the General Intangibles and the Related Rights to make and deliver payment to Secured Party; (b) to demand, xxx for, collect, receive and give acquittance for any and all monies due or to become due by virtue thereof and otherwise deal with proceeds; (cb) to receive, take, endorse, assign and deliver any and all checks, notes, drafts, documents and other negotiable and non-negotiable nonnegotiable instruments and chattel paper taken or received by Secured Party in connection therewith; (dc) to settle, compromise, compound, prosecute or defend any action or proceeding with respect thereto; (ed) to sell, transfer, assign or otherwise deal in or with the same or the proceeds or avails thereof or the relative goods, as fully and effectively effectually as if Secured Party were the absolute owner thereof; and; (fe) to extend the time of payment of any or all thereof and to grant waivers and make any allowance or other adjustment with reference thereto; and (f) to enter any post office box and take all items therefrom, to open the same and, after taking all remittances, to return any remaining items to Debtor and to change any post office box to any address or post office box Secured Party chooses; provided, however, Secured Party shall be under no obligation or duty to exercise any of the powers hereby conferred upon it and shall be without liability for any act or failure to act in connection with the collection of, or the preservation of any rights under, any Collateral.

With Respect to Collateral. Secured Party is hereby fully authorized and empowered (without the necessity of any further consent or authorization from any Debtor) and the right is expressly granted to Secured Party, and each Debtor hereby constitutes, appoints and makes Secured Party as such Debtor’s true and lawful attorney-in-fact and agent for such Debtor and in such Debtor’s name, place and stead with full power of substitution, in Secured Party’s name or such Debtor’s name or otherwise, for Secured Party’s sole use and benefit, but at such Debtor’s cost and expense. With regard to such rights, to Secured Party may exercise, without notice, all or any of the following powers at any time following the occurrence and during the continuation of an Event of Default hereunder with respect to all or any of the Collateral: (a) notify account debtors or the obligors on the Accounts, the General Intangibles and the Related Rights to make and deliver payment to Secured Party; (b) to demand, xxx for, collect, receive and give acquittance for any and all monies due or to become due by virtue thereof and otherwise deal with proceeds; (c) to receive, take, endorse, assign and deliver any and all checks, notes, drafts, documents and other negotiable and non-negotiable instruments and chattel paper taken or received by Secured Party in connection therewith; (d) to settle, compromise, compound, prosecute or defend any action or proceeding with respect thereto; (e) to sell, transfer, assign or otherwise deal in or with the same or the proceeds or avails thereof or the relative goods, as fully and effectively as if Secured Party were the absolute owner thereof; and (f) to extend the time of payment of any or all thereof and to grant waivers and make any allowance or other adjustment with reference thereto; provided, however, Secured Party shall be under no obligation or duty to exercise any of the powers hereby conferred upon it and shall be without liability for any act or failure to act in connection with the collection of, or the preservation of any rights under, any Collateral.

With Respect to Collateral. If an Event of Default (as such term is defined in Section 5.2 below) has occurred and is continuing, Secured Party is hereby fully authorized and empowered (without the necessity of any further consent or authorization from Debtor) and the right is expressly granted to Secured Party, and Debtor hereby constitutes, appoints and makes Secured Party Party, as Debtor’s true and lawful attorney-in-fact and agent for Debtor and in Debtor’s name, place and stead with full power of substitution, in Secured Party’s name or Debtor’s name or otherwise, for Secured Party’s sole use and benefit, but at Debtor’s cost and expense, to exercise, without notice, all or any of the following powers at any time following the occurrence and during the continuation of an Event of Default hereunder with respect to all or any of the Collateral:Collateral (regardless of whether any Default has occurred or not): (a) notify account debtors or the obligors on the Accounts, the General Intangibles and the Related Rights to make and deliver payment to Secured Party; (b) to demand, xxx sxx for, collect, receive and give acquittance for any and all monies due or to become due by virtue thereof and otherwise deal with proceeds; (c) to receive, take, endorse, assign and deliver any and all checks, notes, drafts, documents and other negotiable and non-negotiable instruments and chattel paper taken or received by Secured Party in connection therewith; (d) to settle, compromise, compound, prosecute or defend any action or proceeding with respect thereto; (e) to sell, transfer, assign or otherwise deal in or with the same or the proceeds or avails thereof or the relative goods, as fully and effectively as if Secured Party were the absolute owner thereof; and (f) to extend the time of payment of any or all thereof and to grant waivers and make any allowance or other adjustment with reference thereto; provided, however, Secured Party shall be under no obligation or duty to exercise any of the powers hereby conferred upon it and shall be without liability for any act or failure to act in connection with the collection of, or the preservation of any rights under, any Collateral.

With Respect to Collateral. Secured Party Upon the occurrence of an Event of Default, Lender is hereby fully authorized and empowered (without the necessity of any further consent or authorization from Debtor) and the right is expressly granted to Secured PartyAssignors), and Debtor hereby constitutes, appoints and makes Secured Party as Debtor’s true and lawful attorney-in-fact and agent for Debtor and in Debtor’s name, place and stead with full power of substitution, in Secured Party’s name or Debtor’s name or otherwise, for Secured Party’s sole use and benefit, but at Debtor’s Borrower's cost and expense, to exercise, without notice, all or any of the following powers at any time following the occurrence and during the continuation of an Event of Default hereunder with respect to all or any part or items of the Collateral: (a) notify account debtors receive, endorse, collect by legal proceedings or otherwise, and demand payment directly from the makers, issuers and/or obligors of the Collateral and receipt for all sums and amounts now or hereafter payable on or with respect to the Accounts, Collateral; provided that all such sums so paid to and received by Lender shall be applied to the General Intangibles and the Related Rights to make and deliver payment to Secured PartyObligations as provided herein; (b) from time to time extend the time of payment, arrange for payment in installments or otherwise modify the terms of or enter into any other agreement in any wise relating to or affecting the Collateral, and in connection therewith may deposit or surrender control of any security held therefor, accept other property in exchange for any security held therefor and take such action as if may deem proper, and any money or property received in exchange for any security held therefor shall be applied to the Obligations, or thereafter held by Lender pursuant to the provisions hereof; (c) make any compromise or settlement Lender deems desirable with respect to the Collateral; (d) insure, process and preserve the Collateral; (e) demand, xxx for, collect, collect or receive and give acquittance any money or property at any time payable or receivable on account of or in exchange for any and all monies due or to become due by virtue thereof and otherwise deal with proceedsCollateral; (c) to receive, take, endorse, assign and deliver any and all checks, notes, drafts, documents and other negotiable and non-negotiable instruments and chattel paper taken or received by Secured Party in connection therewith; (d) to settle, compromise, compound, prosecute or defend any action or proceeding with respect thereto; (e) to sell, transfer, assign or otherwise deal in or with the same or the proceeds or avails thereof or the relative goods, as fully and effectively as if Secured Party were the absolute owner thereof; and (f) transfer to extend or register in the time name of payment Lender or any nominee of Lender any of the Collateral and whether or all not so transferred or registered and to exchange any of the Collateral for other property upon reorganization, recapitalization or other readjustment of the issuer, or obligor thereof and in connection therewith to grant waivers and make deposit any allowance of the Collateral with any committee or depository or other adjustment with reference theretothird party upon such terms as Lender may determine; all without notice and without liability except to account for property actually received by Lender; provided, however, Secured Party that Lender shall not be under no any obligation or duty to exercise any of the powers hereby conferred upon it and shall be without liability for any act or failure to act in connection with the collection of, or the preservation of any rights under, any Collateral.

With Respect to Collateral. If an Event of Default has occurred and is continuing, Secured Party is hereby fully authorized and empowered (without the necessity of any further consent or authorization from from, or notice to, any Debtor) and the right Secured Party is expressly granted to the power and right, and Debtors hereby constitute, appoint and make Secured Party, and Debtor hereby constitutes, appoints and makes Secured Party as Debtor’s its true and lawful attorney-in-fact and agent for Debtor and in Debtor’s its name, place and stead stead, with full power of substitution, in Secured Party’s name or any Debtor’s name or otherwise, for Secured Party’s the sole use and benefitbenefit of Secured Party, but at Debtor’s Debtors’ cost and expense, to exercise, without notice, exercise all or any of the following rights and powers at any time following the occurrence and during the continuation of an Event of Default hereunder with respect to all or any of the Collateral: (a) to notify account debtors debtor or the obligors on the Accounts, the General Intangibles and the Related Rights to make and deliver payment to Secured Party; (b) to demand, xxx sxx for, collect, receive and give acquittance for any and all monies funds due or to become due by virtue thereof under such Accounts, General Intangibles and Related Rights and otherwise deal with proceeds; (c) to receive, take, endorse, assign and deliver any and all checks, notes, drafts, documents Documents and other negotiable and non-negotiable instruments Instruments and chattel paper Chattel Paper taken or received by Secured Party in connection therewith; (d) to settle, compromise, compound, prosecute or defend any action or proceeding with respect thereto; (e) to sell, transfer, assign or otherwise deal in or with the same or the proceeds Proceeds or avails thereof or the relative goods, as fully and effectively as if Secured Party were the absolute owner thereof; and (f) to extend the time of payment of any or all thereof and to grant waivers and make any allowance or other adjustment with reference thereto; provided, however, however that Secured Party shall be under no obligation or duty to exercise any of the powers hereby conferred upon it and shall be without liability for any act or failure to act in connection with the collection of, or the preservation of any rights under, any Collateral.

With Respect to Collateral. After the happening of an Event -------------------------- of Default, Secured Party is hereby fully authorized and empowered (without the necessity of any further consent or authorization from Debtor) and the right is expressly granted to Secured Party, and Debtor hereby constitutes, appoints and makes Secured Party Party, and/or Secured Party's duly authorized and acting officers, agents, attorneys, and representatives, as Debtor’s 's true and lawful attorney-in-fact and agent for Debtor and in Debtor’s 's name, place and stead with full power of substitution, in Secured Party’s 's name or Debtor’s 's name or otherwise, for Secured Party’s 's sole use and benefit, but at Debtor’s cost and expense, to exercise, without notice, all or any of the following powers at any time following the occurrence and during the continuation of an Event of Default hereunder with respect to all or any of the Collateral: (a) notify account the issuers, debtors or the obligors on the Accounts, the General Intangibles and the Related Rights Collateral to make and deliver payment to Secured Party; (b) to demand, xxx for, collect, receive and give acquittance for any and all monies due or to become due by virtue thereof and otherwise deal with proceedsProceeds; (c) to receive, take, endorse, assign and deliver any and all checks, notes, drafts, documents and other negotiable and non-negotiable instruments instruments, documents and chattel paper taken or received by Secured Party in connection therewith; (d) to settle, compromise, compound, prosecute or defend any action or proceeding with respect thereto; (e) to sell, transfer, assign or otherwise deal in or with the same or the proceeds Proceeds or avails thereof or the relative goods, as fully and effectively as if Secured Party were the absolute owner thereof; and; (f) to extend the time of payment of any or all thereof and to grant waivers and make any allowance or other adjustment with reference thereto; (g) to surrender for payment and obtain payment of any portion of the Collateral, whether such have matured or whether the exercise of Secured Party's rights results in loss of interest or principal or other penalty on the Collateral, and, in connection therewith, cause payment to be made directly to Secured Party; and (h) to do any other acts, in the name of Debtor or otherwise, that Secured Party may deem necessary or desirable exercising, perfecting or securing its rights and benefits under this Agreement; provided, however, Secured Party shall not be under no any obligation or duty to exercise any of the powers hereby conferred upon it and shall be without liability for any act or failure to act in connection with the collection of, or the preservation of any rights under, any Collateral.